Executive Perquisites and Benefits Sample Clauses

Executive Perquisites and Benefits. Executive shall be entitled to receive additional benefits and compensation from the Company in the form and to the extent specified below: i. Executive shall be reimbursed for all business travel and other out-of-pocket expenses reasonably incurred by Executive in the performance of his duties pursuant to this Agreement and in accordance with the Company's policy for its officers, including, without limitation, continuing education, license and administrative fees. All such expenses shall be appropriately documented in reasonable detail by Executive upon submission of any request for reimbursement, and in a format and manner consistent with the Company's expense reporting policy. ii. Executive shall be entitled to participate in all bonus and incentive compensation plans and to receive all fringe benefits and perquisites offered by the Company to any of the Company's similarly situated executives, including, without limitation, participation in the various employee benefit plans or programs provided to the employees of the Company in general, subject to the regular eligibility requirements with respect to each of such benefit plans or programs, and such other benefits or perquisites as may be approved for Executive by the Board during the term of this Agreement, all on a basis as favorable to Executive as may be provided or offered by the Company to other comparable officers (in terms of position) of the Company. Notwithstanding the above, until the Company establishes employee welfare and pension benefit plans for its officers, Executive shall participate in such plans of the AMPAM Companies as may be designated. NOTWITHSTANDING THE ABOVE, THE BOARD MAY OFFER OR PROVIDE TO EXECUTIVE, OR TO ANY OTHER OFFICER OR EXECUTIVE OF THE COMPANY OR ANY AMPAM COMPANY, SPECIAL COMPENSATION, BENEFITS, AND/OR PERQUISITES, IN ORDER TO ATTRACT OR RETAIN THAT EXECUTIVE OR OFFICER WHERE THE BOARD DETERMINES, IN ITS DISCRETION, THAT THE OFFER OR PROVISION OF SUCH SPECIAL COMPENSATION, BENEFITS, AND/OR PERQUISITES ARE IN THE BEST INTERESTS OF AMPAM OR ANY AMPAM COMPANY. SHOULD THE BOARD MAKE SUCH DETERMINATION AND OFFER OR PROVIDE SPECIAL COMPENSATION, BENEFITS AND/OR PERQUISITES TO AN OFFICER OR EXECUTIVE, EXECUTIVE WILL NOT AUTOMATICALLY BE ENTITLED TO SUCH SPECIAL COMPENSATION, BENEFITS AND/OR PERQUISITES. iii. Until such time as Executive becomes eligible for coverage under a group health plan of AMPAM, the Company shall monthly reimburse Executive for any COBRA continua...
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Executive Perquisites and Benefits. During the Effective Employment Period, Executive shall be entitled to participate in and receive benefits pursuant to: (i) any and all employee pension plans (“Employee Pension Benefit Plans,” as that term is defined in the Employee Retirement Income Security Act of 1974 (“ERISA”) and whether or not such plan is a plan covered by ERISA), including but not limited to all qualified or non-qualified retirement, pension, savings, profit-sharing or stock bonus plans, and (ii) any and all welfare benefit plans (“Employee Welfare Benefit Plans,” as that term is defined in ERISA and whether or not such plan is a plan covered by ERISA), including but not limited to group life, health (including hospitalization, medical and major medical, prescription drug), accident and long-term disability insurance plans, and (iii) any other employee benefit and compensation plans (including, but not limited to, any incentive compensation plans or programs, stock option and appreciation rights plans and restricted stock plans) as may from time to time be maintained by, or cover employees of, the Bank, in accordance with the terms and conditions of such employee benefit plans and programs and compensation plans and programs and consistent with the Bank’s customary practices and whether or not such plans are ERISA plans. Such benefits or plans shall collectively be referred to as the “Benefits.” In addition, the Executive shall be provided the following Benefits during the Effective Employment Period:
Executive Perquisites and Benefits. Executive shall be entitled to receive additional benefits and compensation from the Company in such form and to such extent as specified below: (i) Reimbursement for all business travel and other out-of-pocket expenses reasonably incurred by Executive in the performance of the Executive’s duties pursuant to this Agreement and in accordance with the Company’s policy for its senior executive officers. All such expenses shall be appropriately documented in reasonable detail by Executive on a monthly or more frequent basis upon submission of any request for reimbursement, and in a format and manner consistent with the Company’s expense reporting policy. (ii) Executive shall be entitled to participate in all incentive compensation plans and to receive all fringe benefits and perquisites offered by the Company or to any of the Company’s other principal executives, including, without limitation, participation in the various employee benefit plans or programs provided to the employees of the Company in general, subject to the regular eligibility requirements with respect to each of such benefit plans or programs, and such other benefits or prerequisites as may be approved for Executive by the Board during the term, all on a basis as favorable to Executive as may be provided or offered to other similar senior executive officers of the Company. (iii) Executive shall be entitled to vacation in accordance and in parity with the policies of the Company for its senior executive officers. (iv) Executive shall be entitled to participate in any and all stock option plans and programs and/or similar compensatory arrangements, whether qualified or non-qualified for favorable tax deferred treatment pursuant to the Internal Revenue Code of 1986, as amended, in which other senior executive officers of the Company are entitled to participate.
Executive Perquisites and Benefits. Executive shall be entitled to receive JS EmpAgmt Initial ______ additional benefits and compensation from the Company in such form and to such extent as specified below: (i) Reimbursement for all business travel and other out-of-pocket expenses reasonably incurred by Executive in the performance of the Executive’s duties pursuant to this Agreement and in accordance with the Company’s policy for its senior executive officers. All such expenses shall be appropriately documented in reasonable detail by Executive on a monthly or more frequent basis upon submission of any request for reimbursement, and in a format and manner consistent with the Company’s expense reporting policy. (ii) Executive shall be entitled to participate in all incentive compensation plans and to receive all fringe benefits and perquisites offered by the Company or to any of the Company’s other principal executives, including, without limitation, participation in the various employee benefit plans or programs provided to the employees of the Company in general, subject to the regular eligibility requirements with respect to each of such benefit plans or programs, and such other benefits or prerequisites as may be approved for Executive by the Board during the term, all on a basis as favorable to Executive as may be provided or offered to other similar senior executive officers of the Company. (iii) Executive shall be entitled to vacation in accordance and in parity with the policies of the Company for its senior executive officers. (iv) Executive shall be entitled to participate in any and all stock option plans and programs and/or similar compensatory arrangements, whether qualified or non-qualified for favorable tax deferred treatment pursuant to the Internal Revenue Code of 1986, as amended, in which other senior executive officers of the Company are entitled to participate.
Executive Perquisites and Benefits. During the Term, Executive shall be entitled to receive additional benefits and compensation from the Company in the form and to the extent specified below: i. Executive shall be reimbursed for all business travel and other out-of-pocket expenses reasonably incurred by Executive in the performance of his duties pursuant to this Agreement and in accordance with the Company’s policy for its officers. All such expenses shall be appropriately documented in reasonable detail by Executive upon submission of any request for reimbursement, and in a format and manner consistent with the Company’s expense reporting policy. ii. Executive shall be entitled to participate in the various employee benefit plans or programs provided to the other comparable officers (in terms of position) of the Company in general, subject to the regular eligibility requirements with respect to each of such benefit plans or programs, and such other benefits or perquisites as may be approved for Executive by the Board during the term of this Agreement. The preceding sentence shall not require the Company to establish or maintain any particular employee benefit plan, program, or arrangement, or in any way limit the Company’s right to amend, modify or revoke any such employee benefit plan, program, or arrangement without Executive’s consent. iii. The Company will pay certain annual insurance premiums for term life coverage of $700,000 ($400,000 automatically approved and the balance based on verification of health) and disability coverage of $15,000 per month. iv. The relocation benefits described on Schedule 1 attached hereto.
Executive Perquisites and Benefits. Employee shall be entitled to ---------------------------------- receive additional benefits from the Company in such form and to such extent as specified below: (a) From and after the effective date of this Agreement, the Company shall pay Employee's costs for COBRA coverage for Employee and his dependent family members under the health, hospitalization and/or dental insurance plans and/or policies (if any) of his immediately previous employer; provided, that the Company's obligation to pay Employee's Cobra costs shall cease at such time as Employee and his dependent family members become eligible to receive coverage under any similar benefit plans adopted by the Company. (b) Payment of annual premiums for a long-term disability insurance policy providing benefits equal to sixty percent (60%) of Employee's annual base salary for three (3) years following a termination of his employment due to disability. (c) Payment of annual premiums for whole life insurance policy issued on July 25, 1993 by Phoenix Home Life, Xxx Xxxxxxxx Xxx, Xxxxxxxx, Xxxxxxxxxxx 00000, Policy number 2612789, insuring the life of Employee and benefiting his dependent family members, in an aggregate amount not to exceed Ten Thousand Dollars ($10,000) per annum, it being understood and --- ----- agreed that this allowance shall not be increased at any time during the twelve (12)-month period immediately following the effective date of this Agreement (unless such an increase is deemed advisable by the Board of Directors of the Company, in its discretion). (d) Reimbursement for all business travel and other out-of-pocket expenses reasonably incurred by Employee in the performance of his services pursuant to this Agreement. All reimbursable expenses shall be appropriately documented in reasonable detail by Employee upon submission of any request for reimbursement, and in a format and manner consistent with the Company's expense reporting policy. (e) The Company shall pay for or reimburse Employee up to an amount equal to Six Thousand Dollars ($6,000) per annum, for expenses incurred by --- ----- Employee in connection with his use of an automobile in connection with his employment hereunder. (f) The Company shall pay for or reimburse Employee up to an amount equal to Two Thousand Dollars ($2,000) per month, for expenses incurred by --- ----- Employee in connection with his rental or ownership of living accommodations. (g) The Company shall provide Employee with other executive perquisites ...
Executive Perquisites and Benefits. Employee shall be entitled to receive additional benefits and compensation from the Company in such form and to such extent as specified below: (i) Employee shall be entitled to participate in all fringe benefits and perquisites offered by the Company to its similarly situated executives, which include medical, dental and 401K employee benefit plans provided to the employees of the Company in general, subject to the regular eligibility requirements for each such benefit plan or program. However, Employee presently has his own medical insurance provided as a retired PricewaterhouseCoopers’ Partner. As such, he will continue with such insurance. For this excluded benefit, the Company agrees to allow Employee reimbursable local hotel expenses on a weekly basis. (ii) Employee shall be entitled to a paid four week vacation annually and sick leave in accordance and in parity with the employee vacation policies of the Company for similarly situated executives. (iii) Employee will receive an annual vehicle allowance of $8,000, paid in monthly installments of $666.67.
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Executive Perquisites and Benefits. Employee shall be entitled to receive additional benefits and compensation from the Company in such form and to such extent as specified below: (i) Employee shall be entitled to participate in all fringe benefits and perquisites offered by the Company to its similarly situated executives, which include medical, dental and 401K employee benefit plans provided to the employees of the Company in general, subject to the regular eligibility requirements for each such benefit plan or program. (ii) Employee shall be entitled to paid vacation and sick leave in accordance and in parity with the employee vacation policies of the Company for similarly situated executives. (iii) Employee will receive an annual vehicle allowance of $8,000.00, paid in monthly installments of $666.67.
Executive Perquisites and Benefits. During the Term, Executive shall be entitled to receive additional benefits and compensation from the Company in the form and to the extent specified below: i. Executive shall be reimbursed for all business travel and other out of pocket expenses reasonably incurred by Executive in the performance of his duties pursuant to this Agreement and in accordance with the Company's policy for its officers. All such expenses shall be appropriately documented in reasonable detail by Executive upon submission of any request for reimbursement, and in a format and manner consistent with the Company's expense reporting policy. ii. Executive shall be entitled to participate in the various employee benefit plans or programs provided to the other comparable officers (in terms of position) of the Company in general, subject to the regular eligibility requirements with respect to each of such benefit plans or programs, and such other benefits or perquisites as may be approved for Executive by the Members during the term of this Agreement. The preceding sentence shall not require the Company to establish or maintain any particular employee benefit plan, program, or arrangement, or in any way limit the Company's right to amend, modify or revoke any such employee benefit plan, program, or arrangement without Executive's consent. iii. Executive shall be entitled to a permanent office at the Company's headquarters in and at the location wherever it presently exists or may be relocated, so long as the Company is located at such address, and a comparable office at any new headquarters in the event the Company relocates its headquarters.

Related to Executive Perquisites and Benefits

  • Vacation and Benefits The Executive is entitled to four (4) weeks of vacation, which will accrue on a pro-rata basis during the employment year, in addition to all public holidays when the office is closed. Executive will be eligible to participate in all employee benefit plans established by the Company for its employees from time to time, subject to general eligibility and participation provisions set forth in such plans. In accordance with Company policies from time to time and subject to proper documentation, the Company will reimburse you for all reasonable and proper travel and business expenses incurred by you in the performance of your duties.

  • Accrued Compensation and Benefits Notwithstanding anything to the contrary in Section 2 and 3 above, in connection with any termination of employment upon or following a Change in Control (whether or not a Qualifying Termination or CIC Qualifying Termination), the Company or its subsidiary shall pay Executive’s earned but unpaid base salary and other vested but unpaid cash entitlements for the period through and including the termination of employment, including unused earned vacation pay and unreimbursed documented business expenses incurred by Executive prior to the date of termination (collectively “Accrued Compensation and Expenses”), as required by law and the applicable Company or its subsidiary, as applicable, plan or policy. In addition, Executive shall be entitled to any other vested benefits earned by Executive for the period through and including the termination date of Executive’s employment under any other employee benefit plans and arrangements maintained by the Company or its subsidiary, as applicable, in accordance with the terms of such plans and arrangements, except as modified herein (collectively “Accrued Benefits”). Any Accrued Compensation and Expenses to which the Executive is entitled shall be paid to the Executive in cash as soon as administratively practicable after the termination, and, in any event, no later than two and one-half (2-1/2) months after the end of the taxable year of the Executive in which the termination occurs or at such earlier time as may be required by applicable law or Section 10 below, and to such lesser extent as may be mandated by Section 9 below. Any Accrued Benefits to which the Executive is entitled shall be paid to the Executive as provided in the relevant plans and arrangements.

  • Company Policies and Benefits The employment relationship between the parties shall also be subject to the Company’s personnel policies and procedures as they may be interpreted, adopted, revised or deleted from time to time in the Company’s sole discretion. Executive will be eligible to participate on the same basis as similarly situated employees in the Company’s benefit plans in effect from time to time during Executive’s employment. All matters of eligibility for coverage or benefits under any benefit plan shall be determined in accordance with the provisions of such plan. The Company reserves the right to change, alter, or terminate any benefit plan in its sole discretion. Notwithstanding the foregoing, in the event that the terms of this Agreement differ from or are in conflict with the Company’s general employment policies or practices, this Agreement shall control.

  • Compensation and Benefits (a) For all services rendered by Employee the Company shall pay Employee during the term of this Agreement an annual salary (“Base Salary”) as set forth herein, payable semi-monthly in arrears. Employee’s initial Base Salary shall be $350,000.00. During the term of this Agreement, the amount of Employee’s Base Salary shall be subject to periodic reviews and adjustments as determined by the Company in its sole discretion. (b) The Employee shall be eligible to receive an annual performance-based cash bonus in respect of each calendar year, beginning with the 2015 calendar year, to the extent earned based on the achievement of personal and financial performance objectives established by the Company’s Board of Directors no later than 45 days after the commencement of the relevant bonus period. The target annual bonus that the Employee may earn is equal to 30 percent (30%) of the Employee’s Base Salary at the rate in effect at the end of the relevant calendar year, pro-rated to properly reflect any partial year of employment. If applicable performance goals are not attained at least at the minimum level, no annual performance bonus is payable. The amount of such annual bonus awarded for a calendar year shall be determined by the Board or a committee thereof after the end of the calendar year to which such bonus relates, and shall be paid to the Employee when annual bonuses are paid to other senior executives of the Company generally, but in no event later than April 30 of the calendar year following the year for which the bonus is earned. To be eligible for any such annual bonus under this Section 3(b), the Employee must be actively employed by the Company at the time the Company pays bonuses for the relevant year. (c) The Company shall pay to the Employee a lump sum sign-on bonus in the amount of $70,000, less all applicable withholdings, no later than 15 days after the Employee’s employment commencement date. (d) The Company shall provide Employee, during the term of this Agreement, with the benefits of such insurance plans, hospitalization plans and other employee fringe benefit plans as shall be generally provided to employees of the Company and for which Employee may be eligible under the terms and conditions thereof. Nothing herein contained shall require the Company to adopt or maintain any such employee benefit plans. (e) During the term of this Agreement, except as otherwise provided in Section 5(b), Employee shall be entitled to sick leave and annual vacation consistent with the Company’s customary paid time off policies. (f) During the term of this Agreement, the Company shall reimburse Employee for all reasonable out-of-pocket expenses incurred by Employee in connection with the business of the Company and in the performance of his duties under this Agreement to the extent consistent with applicable Company policy in effect from time to time and upon presentation to the Company of an itemized accounting of such expenses with reasonable supporting data. (g) In consideration of the Employee’s entering into this Agreement and as an inducement to join the Company, the Employee shall be granted under the Company’s option incentive plan as in effect from time to time (the “Option Plan”), a stock option to purchase 600,000 shares of the Company’s common stock (the “Option”), subject to approval of the Board of Directors. The exercise price per share of the Option shall be the fair market value of the Company’s common stock (as determined by the Board of Directors) on the Option grant date. Subject to terms of the Option Plan and the Option award agreement, twenty-five percent (25%) of the shares subject to the Option shall vest on the first anniversary of Employee’s employment start date which is anticipated to be February 4, 2015, and 1/48th of the shares subject to the Option shall vest monthly thereafter so that one hundred percent (100%) of the shares subject to the Option are vested on the fourth anniversary of the employment start date, so long as the Employee remains employed at each such vesting date. Notwithstanding the foregoing vesting schedule, upon the effective date of a Change in Control (as defined in Section 5(g)), fifty percent (50%) of the shares subject to the Option which are not then vested will automatically become vested so long as the Employee remains employed on the effective date of such Change in Control. In the event of any conflict or ambiguity between this Agreement and the Option Plan or the Option award agreement, the Option Plan and the Option award agreement shall govern.

  • Severance Pay and Benefits Upon Termination by the Company without Cause or by the Executive for

  • Base Salary and Benefits (a) During the Employment Period, the Company shall pay Executive an annual base salary of $535,600 (the “Base Salary”). As used herein, references to “Base Salary” shall include all subsequent increases in annual base salary during the Employment Period. The Base Salary shall be payable in regular installments in accordance with the Company’s general payroll practices (as in effect from time to time). (b) In addition to the Base Salary, during the Employment Period, Executive will be eligible to earn an annual bonus under a bonus plan to be established by the Company, payable in accordance with the Company’s customary practices, as determined by the Board, in its sole discretion based upon the Company’s achievement of budgetary and other objectives set by the Board; provided that, in determining the amount of the annual bonus, if any, to be paid to Executive, the Board shall, in determining whether the Company has achieved the budgetary and other goals set by the Board, disregard any payments by the Company and its subsidiaries to Onex (as defined below) and affiliates. (c) During the Employment Period, Executive shall be entitled to participate in all of the Company’s employee benefit programs for which senior executives of the Company and its subsidiaries are generally eligible. Without duplication of any employee benefits provided to all senior executives of the Company and its subsidiaries, the Company shall reimburse Executive for the annual premium cost of $1 million of term life insurance coverage purchased by Executive on his life, up to a maximum of Eleven Thousand Dollars ($11,000) per year. (d) During the Employment Period, the Company shall (without duplication of any employee benefits provided to Executive pursuant to other provisions of this Agreement) reimburse Executive for all reasonable business expenses incurred by him in the course of performing his duties and responsibilities under this Agreement which are consistent with the Company’s policies in effect from time to time with respect to travel, entertainment and other business expenses, subject to the Company’s requirements with respect to reporting and documentation of such expenses. (e) All amounts payable or otherwise provided to Executive pursuant to this Agreement shall be subject to all applicable withholding and deduction obligations.

  • Employees and Benefits (a) The employees of FCB who remain employed after the Effective Date (“Continuing Employees”) shall be given credit under each employee benefit plan, policy, program and arrangement maintained by IBERIABANK after the Closing for their service with FCB prior to the Closing for all purposes, including severance, vacation and sick leave, eligibility to participate, vesting, satisfying any waiting periods, evidence of insurability requirements, seniority or the application of any pre-existing condition limitations, other than benefit accrual under a defined benefit plan (as defined in Section 3(35) of ERISA); provided, however, that accrued vacation taken subsequent to the Effective Date may be subject to such limitations as IBKC or IBERIABANK may reasonably require. Any employee of PFSL or FCB who does not remain employed by FCB after the Effective Date or does not receive a severance payment in connection with the Merger shall receive a severance payment as if he or she were an employee of IBKC for the entire time he or she were an employee of PFSL or FCB. (b) In the event of any termination of any PFSL or FCB health plan, IBKC and IBERIABANK shall make available to Continuing Employees and their dependents, employer-provided health care coverage under health plans provided by IBKC or IBERIABANK. Unless a Continuing Employee affirmatively terminates coverage under a PFSL or FCB health plan prior to the time that such Continuing Employee becomes eligible to participate in the IBKC or IBERIABANK health plan, no coverage of any of the Continuing Employees or their dependents shall terminate under any of the PFSL or FCB health plans prior to the time such Continuing Employees and their dependents become eligible to participate in the health plans, programs and benefits common to all employees and their dependents of IBKC or IBERIABANK. In the event IBKC or IBERIABANK terminates any PFSL or FCB health plan or consolidates of any PFSL or FCB health plan with any IBKC or IBERIABANK health plan, individuals covered by the PFSL or FCB health plan shall be entitled to immediate coverage under the IBKC or IBERIABANK health plan in accordance with the Health Insurance Portability and Accountability Act of 1996, as amended, and the regulations issued thereunder, including limitations on pre-existing condition exclusions, nondiscrimination and special enrollment rights. All PFSL or FCB employees who cease participating in a PFSL or FCB health plan and become participants in a comparable IBKC or IBERIABANK health plan shall receive credit for any co-payment and deductibles paid under PFSL’s or FCB’s health plan, to the extent such credit would be provided under PFSL’s or FCB’s health plan, for purposes of satisfying any applicable deductible or out-of-pocket requirements under the IBKC or IBERIABANK health plan, upon substantiation, in a form reasonably satisfactory to IBKC or IBERIABANK, that such co-payment and/or deductible has been satisfied.

  • Salary and Benefits (a) During the period from the date of delivery of a Termination Notice (the “Notice Date”) until the earlier of (i) the date twelve (12) months after the Notice Date, or (ii) the date the Executive commences employment with another company or organization, it being agreed that the Executive shall immediately notify the Company of such event (the “Severance Period”), and so long as the Executive is in compliance with the terms of this Agreement and any material provision of any other written agreement with the Company, the Company shall (A) pay to the Executive, per normal payroll practice, a salary (the “Severance Period Salary”) at a rate equal, on an annualized basis, to the highest annual salary (excluding any bonuses) in effect with respect to the Executive during the six month period immediately preceding the Termination Notice and (B) provide the Executive with employee benefits, including health insurance, dental insurance, life insurance, participation in the Company’s 401(k) plan and Employee Stock Purchase Plan and short-term and long-term disability coverage, pursuant to the same terms and conditions under which the Company makes such benefits available to employees generally, all subject to the terms and conditions of the respective plans and applicable law (collectively, the “Severance Period Benefits”). (b) In the event that (i) there is a Change in Control (as defined below) of the Company and (ii) within twelve (12) months thereafter, a Change in Status (as defined below) of the Executive occurs, and so long as the Executive is in compliance with the terms of this Agreement and any material provision of any other written agreement with the Company, the Company shall pay the Severance Period Salary and provide the Severance Period Benefits to the Executive during the period from the effective date of the Change in Status until the earlier of (i) the date twelve (12) months after such date or (ii) the date the Executive commences employment with another company or organization, it being agreed that the Executive shall immediately notify the Company of such event. Such compensation and benefits, and those provided under Section 3, shall be in lieu of any other compensation and benefits to the Executive with respect to any continuing employment during such period, and the Company shall have no obligation to make any payments or provide any benefits to the Executive under Section 2(a) above.

  • Pay and Benefits The Agency shall continue to pay salary and benefits which includes pension contribution, insurance and paid leave time consistent with what they earned before their appointment. Employees appointed as a Contract Specialist shall not be eligible for reimbursement for uniforms, boots or other ancillary items while serving as a Contract Specialist the specifics which will be noted in the employee’s Contract Specialist agreement.

  • Salary, Bonus and Benefits For services rendered by the Employee on behalf of the Company during the Employment Term, the following salary, bonus and benefits shall be provided to the Employee by the Company: (a) The Company shall pay to the Employee, in equal installments, according to the Company’s then current practice for paying its executive officers in effect from time to time during the Employment Term, the Annual Base Salary. (b) The Employee shall participate in the Sealy Corporation Annual Bonus Plan (the “Bonus Plan”) in accordance with the provisions of that Plan as in effect as of the date of this Agreement based on the Target Annual Bonus Percentage. (c) The Employee shall be eligible for participation in such other benefit plans, including, but not limited to, the Company’s Profit Sharing Plan and Trust, Executive Severance Benefit Plan, Benefit Equalization Plan, Short-Term and Long Term Disability Plans, Group Term Life Insurance Plan, Medical Plan or PPO, Dental Plan, the 401(k) feature of the Profit Sharing Plan and the 1998 Stock Option Plan, as the Board may adopt from time to time and in which the Company’s executive officers are eligible to participate. Such participation shall be subject to the terms and conditions set forth in the applicable plan documents. As is more fully set forth in Section 6 hereof, the Employee shall not be entitled to duplicative payments under this Agreement and the Executive Severance Benefit Plan. (d) Without limiting the generality of Subsection 3(c) above, for so long as such coverage shall be available to the executive officers of the Company, the Employee shall be eligible to participate in the Company’s Group Term Life Insurance Plan with a death benefit to be provided at the level of one and one half (1 ½) times annual base salary at Company expense, plus extended coverage with a death benefit to be provided of at least the level in effect on the date of this Agreement for the Employee under such Plan at the Employee’s discretion and expense. (e) The Employee shall be entitled to take, during each calendar year period during the Employment Term, vacation time equal to four (4) weeks per year. (f) In addition, the Parties do hereby further confirm that any shares of Class A Common Stock of the Company (“Class A Shares”), and any options to purchase additional Class A Shares previously granted to Employee are in addition to, and not in lieu of, any shares or options which may be granted under any other plan or arrangement of the Company after the date of this Agreement, and (b) the various stock agreements and stock option agreements, and any related Stockholder Agreement (the “Stockholder Agreement”) between the Parties (such agreements being hereinafter referred to collectively as the “Pre-existing Agreements”), all remain in full force and effect except as otherwise provided herein. Notwithstanding the foregoing, to the extent that any provision contained herein is inconsistent with the terms of any of the Pre-existing Agreements, the terms of this Agreement shall be controlling.

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